The Princess Spider
by John Sayers
Summary: The Princess of the Racnoss is on a crusade to bring her people back. The Rift in NYC brings her to Earth where she faces off against the killer of her own people: The Doctor. The Doctor, K9, Alex, Justin and Harper must put a stop to the Princess Spider.
1. Chapter 1

**The Princess Spider**

**Medusa Cascade**

A star shaped ship floated out in space. It was searching, searching for more of its kind. Piloting the ship was a giant red creature. She was one of the last, if not the last, of her species. She was following in her mother's footsteps in a crusade to resurrect her people. So far all attempts had failed. The ship at the center of the planet called Earth was destroyed along with all of her people on board. Her mother went to free them, but lost her life at the hands of the one called the Doctor.

A noise went off in her ship.

"What is this?" she asked, "A new tear in time is it? Good. Huon particles will be abundant near the eye of the tear."

She pushed several buttons with her eight or so arms. "To Earth once again. The Racnoss will live once more."

The ship turned and streaked off towards Earth.

**One Month Later**

**Waverly Sub Station**

It had been a month since the Doctor had crashed the TARDIS at the Waverly Sub Station. The Russos welcomed him in with open arms and since then he was at home and in no hurry to fix the TARDIS. Nothing had come through the Rift and that was a good sign. A month of no battles, no stress, no death. The Doctor was loving it. He knew that when the TARDIS was repaired, he could go back and fix things in the universe if things went out of hand. He was a Time Lord after.

He still remembered the reactions of the family when he told them about the war and him being the last of his kind. Each member took it differently. The daughter, Alex Russo, was told first, a few days before the rest of the family. He smiled as he thought of Alex. The two had grown close in the last month and were nearly inseparable. She spent most of her free time in the TARDIS with the Doctor. The Doctor had taken over as teacher to Alex's wizard training and studies. Since then she excelled at everything he taught. The Doctor knew that she could wield magic easier than her brothers. But the Doctor knew it wasn't true magic. It was just a certain kind of time energy. True magic hadn't existed since the Dark Times of the Universe, but he didn't care to explain that to them. It had been magic there whole lives, so the Doctor called it magic.

The Doctor also helped in the Waverly Sub Station when he wanted to. He didn't ask to be paid. He just did it out of selflessness. K-9, the Doctor's robot dog, helped with whatever he could. He had become somewhat of a source of stories on Waverly Place. People weren't used to seeing a robot dog that could talk. The Doctor trusted people not to steal K-9 because if anyone did, he felt sorry for them after K-9 got finished with them.

The Doctor walked into the sub station during the Saturday lunch rush. The rush wasn't as big as the weekdays, but it was still busy. The Doctor sat at his usual barstool and started to draw blueprints for repairs on the TARDIS Zero Room, which was destroyed when the Eye of Harmony blew way back in the Time War. He hadn't gotten around to fix it. He thought of no better time to fix it when the rest of the TARDIS practically needed fixed.

"What's that?" asked Alex as she walked up to him.

"This is the TARDIS's Zero Room," answered the Doctor. The Doctor put his finger on her lips before she could ask it, "The Zero Room helps with my regenerations and other healing processes. Let's just say I've been to busy to fix it for the last 1000 years."

"You couldn't find any time to fix it in 1000 years?" asked Alex.

"Well I was busy, you know," said the Doctor.

"Sure you were," smirked Alex before she hugged him and left to go somewhere with her friend Harper.

Harper. Now that was a strange one. She reminded him of himself. She bottled up her emotions only to have them explode onto someone else. The Doctor tried to tear down that wall so she won't bottle up her emotions. It has been slow and arduous, but he could tell it was working. Harper could say she was creeped out by the Doctor, but the Doctor knew she liked him.

The Doctor was sitting in his barstool when K-9 rolled up next to him. "Master."  
"Yes K-9," said the Doctor.

"I am picking up spikes in Huon energy," replied K-9.

The Doctor put everything down and jumped up out of his chair. He knelt beside K-9 and asked, "Are you sure?"

"Affirmative," replied K-9, "There are spikes in Huon energy."

"That's just great. Now the TARDIS is leaking Huon energy. That's another problem I can add to the list." The Doctor stood up and started walking to the TARDIS.

"The TARDIS is not leaking Huon energy," said K-9.

The Doctor stopped and turned to his dog, "Are you sure?"

"Most certainly, Master," replied K-9.

"Then where's it coming from?" asked the Doctor.

"My reading indicate Huon energy in orbit," said K-9.

"In orbit," said the Doctor, "That's impossible. Only the TARDIS still has Huon energy. Huon is old. Dark Times old, but all of the Dark Time civilizations are gone. My people were the last to go. What could be causing Huon energy to be in orbit? Especially in this planet's orbit. Earth wasn't even around in the Dark Times. K-9, is the energy high enough where humans would detect it as a massive energy spike?"

"Negative," said K-9, "What's ever there does not want to be found out. If I had not been here, you would have not found out until maybe a little too late, but even then you could have found it."

"So you're saying that you and the TARDIS are the only things that can detect Huon energy?"

"Affirmative," said K-9.

"That's a good thing," replied the Doctor, "Okay K-9, monitor the readings. If anything about them change, come get me immediately."

"I will Master," said K-9. K-9 rolled away to the subway car portion of the sub station.

Jerry walked in as K-9 was rolling away. He looked at the Doctor and knew something was wrong. "Doctor? What was that all about?"

"Well, Jerry, it looks like the honeymoon's over," the Doctor replied, "There is a reading of Huon energy in orbit around Earth. That is a very strange thing."

"Why is it strange? And what's Huon energy?" asked Jerry.

"Huon energy was one of the first power sources of space travel way back in the Dark Times of the Universe. My TARDIS has some in it, but it's only a small amount. To answer why this is strange, my people got rid of Huon energy a long time ago. That kind of energy hasn't been around for a couple billion years. The only source of Huon energy left is the TARDIS herself, but, according to K-9, there is another source up in orbit."

"That's not a good thing?" asked Jerry.

"No, the last time Huon energy was around outside the TARDIS, it didn't go so well," said the Doctor, "I'm going to find out why there Huon energy out there."

**Earth Orbit**

The Racnoss slammed her hand on her controls, "There are no Huon particles around the tear! HOW!? There is only one explanation, the tear is artificial and not natural."  
A beep went off on the other side of the controls. The Racnoss looked at the readings and she smiled baring her sharp teeth, "There is a trace of Huon particles, but not from the tear. It's faint, but I can use it."

She pushed couple buttons before she swore under her breath, "What ever that source is, it's shielded."

The Racnoss pushed a few more buttons on the controls. She pushed the intercom and said, "Go my brother. Go to the coordinates I will send you. Find the source of the Huon particles and bring it here."  
"I will," was the reply.

"Good," she replied. She pushed another button and her 'brother' was beamed down to the planet down below, "I shall revive my people and take my throne as Empress of the Racnoss."

**Waverly Place**

A blue light appeared on Waverly Place and a big, white orb appeared. Something shot out of the both sides of the orb. Six more popped out and the orb started to fall off. What was underneath was a seven foot tall cross between a spider and a human. It was like a centaur, but it was a spider instead. The body was a spider's, but where the eyes would have been, a human torso was instead. The entire creature was red. It head had two main eye and six smaller ones that all blinked at the same time. His mouth was full of needle like teeth. The creature walked towards the Waverly Sub Station. People saw it and ran away screaming.

Inside the sub station, the Doctor and Jerry heard the screaming and ran outside only to come face to face with the monster itself. The creature stopped when it saw the two men. It smelled the air and noticed the taller one smelled different. He wasn't human, which meant he must know about the Huon particles.

"What is that?" asked Jerry.

"Racnoss," said the Doctor, "But that's impossible."

Before Jerry could reply, the Racnoss charged. The Doctor didn't know what hit him and he was thrown to the ground and knocked out. Jerry was slammed back into the sub station. The Racnoss ignored him and picked up the Doctor. Before anyone knew what happened, the Racnoss was gone.

Theresa ran to Jerry panicked, "What happened?"

Jerry sat up a little bit and grabbed his left shoulder, "I don't know but the Doctor's been kidnapped."

"By who?" asked Theresa.

"By a race of creatures called the Racnoss," said K-9 as he rolled next to the two, "The Racnoss must have detected the TARDIS's Huon signature."


	2. Chapter 2

**Chapter 2**

Justin and Max ran down the staircase into the sub station and saw their dad being helped up by their mother. The door was destroyed and K-9 was guarding the door. The Doctor was no where in sight. Everyone who was in the restaurant left in panic.

"Whoa! What happened?" asked Max.

"Dad are you alright?" asked Justin running over to help.

"Yeah I'm fine," replied Jerry as he sat down in one of the booths.

"What happened?" Justin asked.

"It was the Racnoss, Master Justin," replied K-9.

Justin looked at his dad confused. He had never heard of the Racnoss and had no idea what the tin dog was talking about. "What's the Racnoss?"  
"A race of spider people," said Jerry, "Red spider people."

"They are very voracious and consume anything that they like. They were very powerful in the Universe's Dark Times. They were eventually killed off when the War raged," explained K-9.

"What will happen to the Doctor?" asked Theresa.

"Do not have enough information to make a sufficient prediction, Mistress Theresa," said K-9.

"Prediction on what?"

Everyone turned to the door and saw Alex and Harper standing in the doorway.

***

The Doctor woke up to find the male Racnoss standing twenty feet away in an abandoned warehouse. It hadn't noticed the Doctor as he woke up. He tried to move his arm but his arm was tied up in an X using the Racnoss's webbing. It was weaker than the female's webbing, but still incredibly strong.

The Doctor was suddenly hit by a massive head ache. Then he remembered the last thing he saw before blackness. His head had smacked on the concrete. It was only then he realized part of his vision was tinted red and it stung. Blood has gotten in his left eye. He winced as he started to feel his body again. The Racnoss had pummeled him into the concrete. He just hope Jerry hadn't been hurt as bad he was.

The Doctor pulled his right arm, but the webbing was too strong. The Racnoss heard the struggling turned to face the Doctor. It walked up to the and put it's face in the Doctor's face. The Racnoss snarled and looked at the Doctor's reaction. The Doctor didn't flinch. He just stared in the Racnoss's black eyes.

"You don't scare me spider," snarled the Doctor, "I have faced more terrifying than you."

"What are you?" drooled the Racnoss.

"The one thing on this planet you didn't want to cross!" snapped the Doctor.

The Racnoss smiled and chuckled, "I have you captive."

The Doctor's expression changed. It grew colder and more dark. The Racnoss's smile melted and it stepped back. Even chained up and beaten, the Doctor could send a monster back to where it came from. The Racnoss turned around and it's back was facing the Time Lord again. The Doctor looked intently at the webbing holding his right arm. The webbing started vibrating and the Doctor's eyes had a fire filled in them.

***

"Prediction on what?" asked a horrified Alex. She saw her dad was injured and the door was destroyed. Harper and her had four faces of worry look back at her. She looked around and saw the Doctor wasn't with them, "Where's the Doctor?"  
K-9 rolled up next to Alex and told her, "Mistress Alex, the Doctor has been kidnapped by a predatory race of creatures called the Racnoss."

"What? Kidnapped?" asked Alex.

"Affirmative," said K-9, "The Racnoss probably sense the Huon energy from the TARDIS and could not beam it where it wanted."

"What does that have to do with the Doctor?" asked a hurt Alex.

"Nothing. The Racnoss smelled he wasn't human and took him to interrogate him on his knowledge," explained K-9.

"Well why don't we go get him? What's a Racnoss anyway?"

Jerry answered before K-9, "Think of a centaur. Half man, half horse. A Racnoss is half human, half giant spider and red all over. It's what pushed me through the front door."

"Why can't we get him?" asked Harper as Alex couldn't say anything.

"The Racnoss are voracious," K-9 started again, "They eat anything and fear nothing."

"K-9!" snapped Theresa, "Alex doesn't need to hear that."  
"My apologies, Mistress Theresa," said K-9 rolling away from Alex.

***

The Doctor hadn't taken his gaze off the webbing rope. The Racnoss wasn't going to interrogate him until the spider thought the Doctor was on the brink. The Doctor used that to his advantage. The webbing rope snapped and the Doctor's arm slammed down against his body. The Doctor closed his eyes and relaxed before taking out his sonic screwdriver of his pocket. The Doctor used it on the other three web ropes and he fell like a rock on the ground

The Racnoss heard the noise and went to attention. The Doctor froze until the Racnoss relaxed. The Doctor put his hand in his pants pocket and started to pull out a sheathed sword. The Doctor stood up straight and unsheathed his sword and put the sheath in his jacket pocket. In one swift motion that would make a cheetah proud, the Doctor ran, sword drawn, and pounced on the Racnoss. He drove the sword through the Racnoss's neck. All of the spider's eyes widened and looked at the Doctor.

"I'm a Time Lord," snarled the Doctor. In another swift motion, the Doctor took out his sword, now covered in greenish-yellow blood, and stabbed the Racnoss through the head. The greenish-yellow blood squirted all over the Doctor before the lifeless Racnoss fell to the ground. The Doctor rolled off the corpse onto the floor. He sat up and resheathed his sword and put back into his pants pocket. He looked through his other pants pocket and took out his transporter watch.

The Doctor's vision was blurring as his fingers pushed the location to transport to. His world spun around him and his vision went dark once again. As the Doctor fell over, a blue light engulfed him and he was gone.

**Racnoss Ship**

**Earth Orbit**

"I have should have known better. Male Racnoss are dull and too stupid to do anything right. The male what ever creature he is, however, is much more intelligent," said the Princess Racnoss, "He could be dangerous to my mission."

The Racnoss Princess would not let the Doctor get in her way of completing her mother's personal crusade to restore the Racnoss species. She would use the Huon particles to recharge her ship and awaken all of her people in her ship. From there, her brothers and sisters would have a world to feast on as they restore their people. She smiled at the thought her people once again flying through the stars.


	3. Chapter 3

**Chapter 3**

**Waverly Sub Station**

Four hours after the Racnoss incident, the door to the sub station was fixed by Justin's magic. K-9 was monitoring the Racnoss ship in orbit, but they had done nothing. Jerry was on the couch in the Russo home with ice packs on. Harper was making clothes in her room in the basement to pass the time. Theresa was with Alex in the Wizard Lair.

"Mom, why do I care so much about the Doctor?" Alex, sitting in the recliner, asked her mother, "I mean I've only known him for a month, but it feels like a lifetime."

"I don't know, honey," answered Theresa, "We all care about the Doctor in our own way. Without him we would be dead right now."

"Do you think he feels the same way about me?" asked Alex, "I know I'm only seventeen and he's over 2000 years old, but do you think he does?"  
"I really can't say, Alex," said Theresa, "I do know that he cares for you, but I don't now if he cares for you in the same way you care for him."

"I think the only reason he cares for me is because he's alone," said Alex, "Because his world's gone and he needs someone."

"Don't think like that. I'm sure it's more than that," said Theresa.

"I hope you're right," said Alex, "I don't want him to find someone else. He's done it before."

"How do you know that?" asked Theresa.

"The way he talks about some of his other 'companions' as he calls them," explained Alex, "There are some he cared for a lot and even fell in love with."

"Well he is over 2000 years old," said Theresa, "I'm there were some people he fell in love with."

"I know, but his relationships never end up good," replied Alex, "I can see that. Whenever he talks about them, he gets sad. That's not what I'm worrying about. I want to know if I really care for him or if it was the TARDIS that's making feel like this."  
"What do you mean?" asked Theresa.

"When I had the TARDIS stuff in me, I could fell her," Alex told her mother. "I could feel the way the TARDIS feels for the Doctor."

"Well they do share a bond that we can't understand," replied Theresa, "They've been together nearly his entire life, over 2000 years."

"I know. I felt that, remember ," replied Alex.

"All I can tell you is to go for it, and if nothing turns out, you know you did what you had to do," said Theresa.

In the sub station, a blue light appeared and vanished. The Doctor collapsed to the ground, unconscious. The splatter of greenish-yellow blood on the Doctor and the Doctor's own red blood was out of place of the white surface of the sub station floor. K-9 turned away from the door and rolled over to the Doctor.

"Master?" asked K-9. Seeing that the Doctor was unconscious, K-9 rolled to the wizard lair door and rolled inside. He rolled to the table in the center of the room, "Mistresses?"  
"Yes, what is it K-9?" asked Theresa.

"Master Doctor has appeared in the sub station. He is injured and unconscious," answered K-9. Alex jumped out of the chair and ran out the wizard lair. Theresa and K-9 followed her.

Alex ran next to the Doctor and saw the dried blood that came from a cut above the Doctor's eye. His glasses were missing and his red jacket was stained with the Racnoss blood. Alex didn't know what to do. She wasn't strong enough to pick him up and she tried to use magic on him to move him before she remembered magic wouldn't work on the Time Lord. All she could do was sit next to the Doctor and put his head in her lap. She sat there holding the Doctor's head praying he would be alright.

Theresa had walked upstairs to get the boys. She knew that Jerry wasn't going anywhere. He was hurting too bad. K-9 went down to the basement and got Harper. Harper ran upstairs and saw Alex sitting there next to the Doctor. Harper stopped and quietly sat on a bar stool.

"He won't wake up," said Alex sniffling, not looking away from the Doctor.

"What do you mean he won't wake up?" asked Harper.

"I've tried to wake him up, but he won't wake up. I know he's still alive, but it's like he's in that thing where people don't wake up."  
"Do you mean he's in a coma?" asked Harper.

"Yeah I guess," said Alex.

K-9 rolled up to the bar stools and spoke up, "Master Doctor will be fine. Time Lords can go into a stimulated coma to heal there bodies faster than they would when the Time Lord is awake. He is only like that because he is healing himself. He can wake up when he is once again feeling like himself."

"How do you know that's what he is doing?" asked Alex, "How do you know he's not actually in a coma?"  
"Look above his eye," said K-9.

"What do you mean K-9?" asked Harper.

Alex looked at the Doctor's forehead and saw that the cut was smaller and almost healed. The Doctor was healing himself. Alex smiled as the tears started to stop and the sniffling continued.

"Alex?" asked Harper.

"K-9's right. He's healing himself. There was a cut above his eye, that's nearly gone now," replied Alex.

The tears that Alex cried started to drip off her face as others started to dry. One of them hit the Doctor's forehead right on the cut. The cut healed itself right after that. The Doctor moaned as his eyes started to open. He opened his eyes completely and saw Alex's face staring back at his. She had been crying. He could tell that by the puffiness of the eyes and the redness of them, but she was smiling now. The Doctor lifted his right arm and held Alex's cheek. She turned her head into his hand, eyes closed Harper stood up and walked over to the staircase to give the two more privacy with K-9 right behind her.

"Alex," said the Doctor.

"What?" she asked, eyes still closed.

"I hate spiders," the Doctor smirked. The Doctor slowly took his hand down and Alex moved her head a little. The Doctor started to sit up and Alex moved out of the way. He got to his feet and Alex stood up next to him. He walked over to the bar and sat in the seat he always sat at, and Alex sat right next him on his left.

Harper and K-9 just stayed where they were when the rest of the Russo family, except Jerry, walked down the staircase and saw the Doctor sitting on a bar stool. Justin saw the caking greenish-yellow blood all over the Doctor's jacket.

"What is that?" he asked as he walked over to the Doctor.

"Racnoss blood," the Doctor told him, "I killed it with a sword I keep in my pocket."

"You keep a sword in your pocket?" asked Max.

"Yeah," said the Doctor.

"That is so cool," said Max, "Can I have a pocket sword like you?"

The Doctor stood up and walked over to Max. He patted him on the shoulder and said, "For everyone else's sake, I hope you don't." The Doctor walked into his TARDIS and went inside.

"I have a question though. How did the Doctor get back here?" asked Justin.

"He used his transporter watch to get here," said K-9, "Transport particles are still in the air."

"I really have to get me one of those tin dogs," said Justin.

"Well it looks like I brought you two down here for nothing," said Theresa, "I can never...." Her voice trailed off as she went back up the stairs.

Max followed her, but Justin walked over to the TARDIS. Even though the TARDIS had been there for a month, he had never actually been inside. He thought about going inside someday soon. He heard a throat clear from behind him. He turned around and saw Harper standing there, with a look that he should leave. He looked over at Alex and saw her sitting at the bar. She hadn't moved or said anything since he had gotten downstairs. Justin nodded and walked back upstairs.

Harper walked over to Alex and sat in the seat the Doctor was sitting. Harper had known there was something going on between the Doctor and Alex. The Doctor never said anything and she never asked him. She had asked Alex, but Alex kept denying the fact. After the little exchange a few minutes ago there was no denying it, the two had feelings for each other. "So Alex, what was that all about?"

"What was what about?" asked Alex, turning to look at Harper.

"That little thing you two did when he woke up," Harper answered.

"Oh that was nothing," said Alex, still denying it.

"That was something," replied Harper, "You were crying when he didn't wake up. You loved it when he touched your face. You've been around him almost the whole time he's been here. You like him. You like him a lot."

Alex just looked at Harper and didn't say anything. She didn't have to say anything. Harper was right. Actions do speak louder than words, she thought. She couldn't hide the fact she was crying and that she was in heaven when he touched her face. She was so scared she would never see him or talk to him again. She couldn't bare the thought of her losing him.

"Well?" asked Harper, staring at Alex.

**Racnoss Ship**

The Racnoss Princess walked out of her control room down a long corridor of Racnoss stases chambers. Millions of Racnoss were sleeping on the ship and this was the only Racnoss ship left in all of Creation. The Racnoss continued to walked rubbing her clawed hands on the glass front of the chambers. Her needle-toothed smile was gleaming. She knew her people would return, but first she had to get rid of the man who killed her brother, who had taken a lot of power to wake up by the way. She had no idea who humanoid was or what he was. She scanned him from her ship and his readings were not of the native human population. There was something about him that made _her _skin crawl. It's usually the other way around, but he was different.

She tried to get him out of her mind as she thought of a way to get the source of the Huon particles. She would get the particles and wake her people up and then artificially created particles to power a new fleet of ships that would take to the stars again.

The idea was like a punch in the face. Why didn't she think of it earlier? She ran as fast as she could to get back into her control chair. She sat down and fired up her ship. With weapons and defenses on, the Racnoss Princess's ship descended into the Earth's atmosphere. Her sadistic laughter rang out across the nearly lifeless ship.

**TARDIS**

The Doctor's TARDIS had been cleaned up a lot since in crashed inside the Waverly Sub Station a month earlier. All the debris on the floor was gone. The floors and walls were nearly spotless and the massive crack inside the control room were healing up or being filled in by the Doctor. The Doctor sat down in one of his chairs near the control console on the TARDIS's stage. He was slowly figuring out what the connection was between him and Alex. He knew one day he was going to break her heart, and he didn't want to do that. He has his hearts broken several times. In fact everytime he lost a companion. He couldn't break Alex's heart. He had to do something.

**Waverly Sub Station**

K-9 detected the Racnoss ship moving downwards toward the Earth. He calculated the path of the ship and determined that the ship would rest over the city of New York. K-9 rolled over to Harper and Alex.

"Mistresses," said K-9.

"Not now K-9," said Harper.

"I would not normally interrupt, but this is critical," said K-9.

"What do you mean?" asked Alex.

"The Racnoss ship is leaving orbit and descending over the city," said K-9.

"What? When?" asked Harper.

"Now Mistress Harper," said K-9.

The Waverly Sub Station started to vibrate. The napkin dispensers, condiments and other light stuff started shaking and fell over. The chairs and tables shook and soon the whole building was soon shaking violently.

"What's going on!?" asked Alex panicking.

"That is the Racnoss ship descending, Mistress Alex," calmly said K-9.

Theresa, Justin and Max ran downstairs, trying to stand up straight and not fall over.

"What's happening?" asked Theresa.

"I believe the visual evidence would be better than me trying to explain it," K-9 told them.

All of them struggled to get outside while standing up. They looked up to the sky and saw a star shaped ship with six points slowly move across the sky, fire and clouds moving in its wake.

"Now that's bigger than the last one."

The Russos turned around and saw the Doctor standing there, now cleaned up.

"What do you mean?" asked Justin as the shaking stopped.

"Christmas 2007, I fought the Empress of the Racnoss in London. I ended up killing a ship full of Racnoss by draining the Thames into the ship. The Empress of the Racnoss was eventually shot down by the Master's orders."

"So you've fought these things before?" asked Justin.

The Doctor nodded, "And they are not friendly."

"What are you going to do?" asked Theresa.

"I'm going to go and fight the Racnoss," said the Doctor. The Doctor walked back into the sub station and the others followed.

"What are you going to do?" asked Justin, but differently, "When you fight them, what are you doing to do?"

"I will give them a chance to leave, and if they don't," the Doctor hesitated, "They'll have to pay."

"Pay?"  
"I'm going to make sure that they can't harm anyone," replied the Doctor.

"How are you going to that?" asked Justin.

"I'm going to kill them," said the Doctor bluntly and coldly.

Justin's face lost its color when the Doctor answered him. He didn't know what to say. He had never heard the Doctor say anything like that. He had no idea what to think especially with his little sister falling for the Doctor. He didn't feel like the Doctor would harm any of them, but Justin didn't want to cross him.

**Chapter 4**


	4. Chapter 4

**Chapter 4**

The Princess Racnoss's ship settled over the New York skyline and hovered ominously over the buildings. Dusk was approaching and the white star ship's webbing was glowing with a bluish hue.

The Princess was snarling and waiting, "Where are you, little man?"

**Waverly Sub Station**

The Doctor and K-9 were ready to just walk right into the Racnoss's ship and stop the monster spider with out any questions asked. The Doctor had opened a box full of Christmas ornaments and what looked like a video game controller. He took out the controller and closed the box and put it all in his pockets.

"Death like the mother," the Doctor said under his breath. He turned to K-9, "Are you ready for some spider hunting?"  
"As ready I will ever be Master," replied K-9.

Across the room, Justin and Alex were talking to Max.

"But I want to go," said Max.

"No, Max, we need you to stay here and try to keep Mom and Dad off our backs," said Justin.

"Mainly his back," said Alex.

"Why mainly me?" asked Justin.

"Maybe it's because Alex's already has traveled with the Doctor before," said Harper walking up behind the Alex and Justin.

"Where do you think you're going?" asked Justin.

"With you guys. They aren't my parents," said Harper.

"You? You want to come with us? I thought the Doctor creeped you out," said Alex accompanied by her hip twist.

"Okay, fine, he doesn't creep me out anymore," replied Harper.

"Hey! If you two are going to argue, I'm going by myself," said Justin.

"Oh alright, we'll all three go," surrendered Alex.

"Let's go tell the Doctor," said Justin.

Max looked at him and replied, "What about me?"  
"You still going to keep Mom and Dad off my back," said Justin.

Alex, Justin and Harper walked up to the Doctor and K-9.

"Yes?" asked the Doctor.

"We're going to go with you, Doctor," Justin told the Doctor.

"No," said the Doctor, "No you're not."  
"And why not?" asked Harper.

"Do any of you ever know what a Racnoss is?" asked the Doctor.

"No, why?" asked Harper.

"K-9, project a holographic image of the Empress of the Racnoss," said the Doctor.

"Yes, Master," replied K-9. K-9's red eye glowed and in front of the metal dog, the hologram of the Empress of the Racnoss appeared.

"K-9, put it to scale," ordered the Doctor.

The image grew until the hologram was huge. It was three times the size of the Racnoss that had taken the Doctor prisoner.

"That thing is huge," said Justin.

"And scary," added Harper.

"We can take her kid," chimed Alex.

"Are you nuts?" asked Justin.

"No," snapped Alex.

"Hey, from what Mr. Russo said, that spider woman is bigger than the one that took you. Why is that?" inquired Harper.

"That's a very good question Harper," complemented the Doctor, "You should talk more often."

Harper just smiled and moved her head to the side.

The Doctor continued, "The female Racnoss are much larger and smarter than their male counterparts. It's like the spiders of the Earth. Usually all the spiders you see are the females. The males are smaller and are only used to fertilize the eggs of the females. After that the female eats the male, much like the Racnoss. The Empress of the Racnoss thought that all species were like that. That was eventually her downfall. She underestimated me and it cost her her a ship full of her people and eventually her life."

"What do you mean? You killed them?" asked Harper.

"I had no choice. I had to kill them," explained the Doctor, "If I let them live, then they would have taken over the planet and eaten every human before taking off into the stars again. I saved your lives."

"When did you do that?" asked Alex.

"Between two and three years ago for you, but over 1000 years ago for me," said the Doctor.

He was met with blank faces, except from Alex, "He's a time traveling alien."

"That is true," said Harper, squinting and pointing at Alex.

**Racnoss Ship**

"Come out, come out wherever you are, little alien man," muttered the Princess Racnoss, "I know you are out there somewhere. I will find you. If you don't come, something terrible will happen to the city."

Outside on the six points of the ship, the tips glowed light blue and lightening blasted out of them, striking several building and starting several fire. The military and UNIT forces that gathered around the star opened fire, but the blasts were held off by the ship's shield.

The Princess Racnoss merely laughed at the feeble attempts to destroy the ship. After the amusement she grew serious, "Now the man will come and I will get his Huon particle source."

**Waverly Sub Station**

Jerry was being helped down the stairs by Theresa and they stopped dead when they saw the holographic image of the Empress of the Racnoss.

"Good God, what is that?" asked Theresa.

"That is like the spider-man, Racnoss thing that attack me," said Jerry.

The Doctor heard them and answered without even looking at them, "Don't worry about that. It's just a holographic projection of the Empress of the Racnoss. I fought a while back and one. Now I'm looking for a repeat."

"That thing is terrifying," said Theresa.

The Doctor didn't acknowledge her comment. "K-9, cut the image. Are you ready?"

"Yes I am, Master," answered the tin dog.

"Good. You have the coordinates, right?" asked the Doctor.

"Affirmative, Master," answered K-9.

"Great," praised the Doctor, "I'll see you there."

K-9 vanished in a green light instead of a blue one.

"Okay," said the Doctor, "Time to go. I'll see you when this is all over."

The Doctor pulled his teleport watch out of his pocket and checked the coordinates one last time before using the watch. In the split second before he pushed the button, Alex, Harper and Justin all grabbed onto the hand with the watch.

"NO!" blasted the Doctor before all four of them vanished in the teleport's blue light.

Theresa and Jerry stood there, eyes wide.

"What did they do?" asked Theresa.

"They teleported with the Doctor to spider people's ship," said Jerry.

"I'm going to have to have a talk with the Doctor when he gets home," Theresa said.

"About what? He's not a kid. I mean we're kids to him," said Jerry, "And in the Doctor's defense, his face was horrified as they vanished and he did scream no."

"And he told them no," said Max, "They asked to with him and K-9, but he told them no."

"Oh, in that case, I am going to have a talk with the other three," said Theresa.

**Racnoss Ship**

K-9's green light appeared in dimly lit cargo hold and then a few moments later a blue one appeared and the Doctor, Alex, Harper and Justin all teleported on the ship. Harper and Justin were thrown down on the ground. Alex was leaning against a webbing wall that she took her hand off extremely fast and had a disgusted look on her face. The Doctor stood there, towering over all of them.

Before any of the teens could say anything, the fuming Doctor, keeping his calm but barely, forced out the words, "What were you three thinking?"

"Well we wanted to come," said Justin.

"To do what? Sight see?" railed the Doctor, "We are onboard the ship!"

"I wanted to come..." Harper was cut off by the lights flashing on and a massive Racnoss female was standing across the room from them. It looked just the one that K-9 showed them about fifteen minutes ago except for the fact that she was even bigger.

"I wondered when you would come," she hissed.

"What is that thing?" asked Justin.

"I am the Princess of the Racnoss, little human male."

"Then you're the one I need to speak to," calmly said the Doctor as he stepped in front of the three teens, K-9 by his side.

"Oh, I have been expecting you," gleamed the Racnoss.


	5. Chapter 5

**Chapter 5**

"Oh, I have been expecting you," gleamed the Racnoss.

"Well look at you, you little, or should I say giant, spider," mocked the Doctor.

The Racnoss didn't reply to that and looked behind him and saw the two terrified humans standing behind the Doctor. The third human, a female, didn't seem scared, but looked more like the Doctor, fierce determination in her eyes. She was going to be dangerous, as for the other two, not so much. The metal dog at the Doctor's feet, well, she wasn't really sure what that thing was.

The Doctor continued to stare at the Racnoss, unyielding. Alex turned to see Harper and Justin, both of them scared, "What's wrong? Are you scared?"

"What do you think!?" snapped Justin in a high voice, "That thing is a giant spider."  
The Doctor turned around and looked at Justin, "Seriously, didn't you two see the hologram?"

"Well yeah, but we thought it was larger because it was a hologram," said Harper.

The Doctor rolled his eyes and looked back in the direction of the Racnoss, "Next time, if K-9 shows you a hologram, it is probably to scale and not enlarged."

"Are you done?" hissed the spider.

"K-9, go do your part of our plan," ordered the Doctor.

"Yes, Master," said K-9 as he rolled away.

The Racnoss had no idea what the dog was doing, but she didn't see it as a threat to her. She turned her full attention to the four humanoids standing in the room with her. Webbing ropes popped out of the floor and wrapped around Harper's arms and legs, pulling her to the floor. Others took Justin and pulled him against a wall. Alex pulled our her wand and shot down the webbing that was after her. The Doctor pulled his sonic screwdriver and did the same.

"Alex! Hold the webs off!" yelled the Doctor.

"What are you going to do!?" asked Alex, frantically shooting down more and more ropes.

The Doctor dug through his jacket pocket and took out a box of Christmas ornaments. He had kept three and given the rest to K-9. He took the three out of the box and through it on the ground. He put his other hand in his opposite jacket pocket and took out the controller.

"Isn't it a little early for Christmas and this isn't the right time to play video games!" snapped Alex.

"These aren't just Christmas ornaments," said the Doctor, his expression was now cold and hollow, "There bombs."

"Bombs," the Racnoss whispered to herself.

"Death like the mother," said the Doctor.

"What do you mean?" asked Alex, still battling the webbing.

The Doctor ignored her and tossed the three ornaments in the air and used the controller to keep them in flight. The Doctor stood with no expression on his face and told the Racnoss Princess, "I am the one who killed your mother, the Empress of the Racnoss and all her children at this planet's core."

The Racnoss's eight eyes widened and squinted with hate, "_YOU_! You're the Doctor!"

"That's me. The one and the only," the Doctor said as he sent the three bombs careening towards the Racnoss. Two struck her in the back and greenish-yellow blood was sent into the air. The third was a dud and bounced off of the spider's red skin. She howled in pain as the blood seeped out of her wounds. The Doctor was worried. He had wounded her, but he had also pissed her off.

"AAAAHHHHH!" the Racnoss screamed as she was transported to the control room.

The webbing around Justin and Harper left and they were released. The Doctor put the controller back in his pocket and looked down. The lights started to flicker and the ship shook. Massive explosions could be heard from outside the ship.

"What's going on?" asked Harper.

"The Racnoss is blasting the city!" said the Doctor taking off for the control room.

"She could destroy the whole city," said Justin.

"No she can't," said the Doctor as he turned around and ran backwards, "The weapons, shields and the stases chamber are all draining energy from the Huon particles in the ship's engines. She's running low. That doesn't matter anyway because K-9 is using the rest of the ornaments to blow the ship's engine.

"I'm no expert on alien ships," said Justin, "But if your dog blows up the engines, won't the ship crash."

The Doctor tripped and fell down. He popped right back up, eyes wide, "Yes! How could I have not thought of that earlier!"

K-9 rolled to the engines. He opened his side panel and the other nine ornaments rolled out next to the engine. The tin dog rolled to a safe place and shot the group of ornaments with his nose laser. The bombs went off and the entire ship shook. K-9 teleported back down to the sub station. From the outside, the bottom spire of the ship exploded off the main portion of the ship and crashed down onto the street below.

The Doctor, Justin, Alex and Harper were thrown around as the explosion rocked the ship. The Doctor jumped up and horror was all over his face, "We're too late!" He bolted towards the control room with Alex right on his heels. The other two ran to catch up, but were left behind.

The Princess Racnoss felt her ship shake and she cursed under her breath as the bottom spire was blown off. The engines were gone and there was an hour before the ship was going to crash. The spider got up and walked outside to the corridor and was making her way towards the killer of her mother, the Doctor. To her elation, the Doctor wasn't too far away.

The Doctor stopped dead as he saw the wounded Princess Racnoss staring at him, pure rage in her eyes, all eight of them. The Doctor stood weaponless and powerless. Alex had ran into the Doctor and she fell to the ground, her wand falling out of her hand. It rolled next to the Princess Spider and she crushed it with her massive foot. Alex saw her wand shatter into hundreds of pieces. She stood up next to the Doctor just as powerless as he was.

"Was that your only wand?" asked the Doctor.

"Yeah it was," said Alex.

"Well that's just great," mumbled the Doctor.

"This should be excellent," smiled the spider, "To feast on the killer of my people."

The Doctor stood there before spazzing out, "Oh yes, but there is something that I have that you don't!" The Doctor rummaged through his pocket and pulled out a banana peel. "I have this deadly banana peel and I'm not afraid to use it!"

Alex slowly turned and looked at the Doctor disbelieving what she heard him say that about the banana peel. She asked him, "You seriously have a banana peel in your pocket."

"Yeah why not?" asked the Doctor.

"Because its a banana _peel_," said Alex.

"I really don't have anything else," said the Doctor, "I wasn't planning that ornament to be a dud."

"Are you two done?" hissed the Racnoss Princess. The spider jumped on the side of the corridor and walked to the ceiling and was walking above Alex and the Doctor. The spider jumps down on the other side of the Doctor and Alex. The two turned around to face the snarling spider. The corridor behind Alex and the Doctor, going towards the control room, was sealed off with a wall of webbing. The spider smiled and slowly walked towards the two humanoids standing in front of him. Alex back into the Doctor and the two backed into the wall.

"Oh my God," freaked the Doctor, "I've faced armies of Daleks, Cybermen, Sontarans, the Third Reich, and the Master. I've even held the Key to Time and I fought off the last of the Vampires. This is how I'm going to die. I'm going to be eaten and that is one the ways that I don't ever want to go out. How humiliating is this? Being eaten alive!"

Alex turned around and slapped him in the face, "Snap out of it!"

"Thank you," said the Doctor.

"What about your deadly banana peel?" mocked the Racnoss Princess as she got closer to them and was soon within twelve feet of them.

"Oh yeah!" said the Doctor. He threw the banana peel hoping for a miracle, but he knew it was a long shot at that. No it wasn't a long shot. All it was going to do was piss the giant Racnoss off even more.

The banana peel landed on the Racnoss's face. She stopped as the banana peel fell off her face which had the expression of "You seriously just did that to me." She started move closer before she stopped and felt uneasy. An orange light shined behind the spider and a few seconds later the giant twenty foot tall and forty foot long spider exploded.

The saw the explosion in slow motion. He closed his eyes and the spider gut heading towards him and Alex slowed down a little. Everything around the Doctor was slower than he was. He ran and got in front of Alex and shielded her from the flying spider guts. Time went back to normal and the Doctor's back was pounded by the remains of the Princess of the Racnoss.

The Doctor moved, his back covered with the remains of the spider, some falling off of his back. Alex was almost spared. There was some greenish-yellow blood in her hair. The Doctor looked down at Alex's face. She smiled at him and had the face of innocence. The Doctor smiled back.

"Thanks Justin," said the Doctor, not turning around.

Justin and Harper were standing on the other side of the spider mush. "How did you know it was me?"

"You're the only other one who could have done that," said the Doctor, "Harper's not a receptor and Alex was with me. K-9's teleported down to the sub station again. That left you."

"Oh."  
The ship shook violently and the four were thrown to the ground. The ship started to fall. The Doctor got to his feet as the ship stabilized. "Justin blast this barrier down! NOW!" the Doctor's eyes full intensity.

Justin blasted the barrier down and the Doctor took off with incredible speed. The three other followed, doing their best to catch up with him. They lost him as he turned a corner rapidly. They followed the blood trail left by the Racnoss guts falling on the floor off the Doctor's back. The Doctor ran into the control room and saw there were four control consoles. He needed the others to help him steer the ship away from the building and people.

Justin, Alex and Harper ran into the control room and the Doctor started barking orders at them. "Justin, over there. Alex, get that on to you right. Harper, behind you. I've got this one. We are going to land this ship in Central Park. They all go one direction. I'll order which way to go when I can access the correct codes to get into the webs mainframe. Ah! That'll take too long though. Wait, no it won't."

The Doctor took out a radio and said, "K-9?"  
"_Yes, Master,_" said K-9, on the other end.

"I need you back up here, now!" barked the Doctor, "I need you to break through a lock so I can access the mainframe for the Racnoss ship. I would, but I don't have that much time."

"_I'll be there shortly_," K-9 said. Seconds later the metal dog appeared on the ship. He rolled up next to the Doctor. A one inch satellite dish started to extend itself from above K-9's red eye. It touched the computer console and a couple minutes passed by.

"Any day now, K-9," said the Doctor.

"Now, Master, now," said K-9, rolling away and beaming back off of the ship.

The Doctor put his hand on the orb controller as the ship jarred downwards. "Towards yourselves!"

The other three complied and the spider's ship started to slowly move towards Central Park. The ship was catching fire as it lumbered its way out of the area of the buildings. It's two spires closest to the ground cut into the buildings and damaged them before the ship started taking out the trees. The ship descended even more and finally came to a sudden stop in the Central Park Lake. It was half submerged. UNIT was already in the Park and had shut it down as well as evacuated it as much as possible. This had been the Doctor's plan all along.

Onboard the ship, the Doctor and the three teens were thrown to the ground. The Doctor, as always, was the first one up and looked at the control console he was working at. "Dead. So are all the Racnoss in this ship without the life support systems. Oh they're going to suffocate, but hopefully UNIT will take care of them first, he muttered to himself. He saw Alex on the ground ran over to her and helped her up. She had a gash on her forehead where she hit it on the console before falling down. The Doctor took a towel out of his pocket and pressed it on her cut. She put her hand over the Doctor's and smiled with her eyes closed.

Justin helped Harper up as the two of them stared at the dead control room. They didn't even notice the other two. "No more going with the Doctor before we know how bad it's going to be. Does that sound good?"

"Yes, Justin, it does sound good," replied Harper, "Oh and one other thing, I hate spiders. Justin looked at her and started laughing and she joined.

"Hey! Are you two done yet? UNIT's going to take down this ship and I'd rather not be here when that happens. Paperwork and all that. So come on," said the Doctor.

They walked over to the Doctor as he got his transporter watch out of his pocket. Everyone knew the drill by now and they all grabbed the watch as the Doctor pushed the button. They were all engulfed with the blue light and they vanished.

Outside, UNIT was already starting to board the Racnoss ship. They were going to have a terrible time trying to cover this one up.


	6. Chapter 6

**Chapter 6**

**Waverly Sub Station**

The blue light of the transporter was a common sight by now and the four appeared in the restaurant. Jerry and Theresa were still in the sub station, sitting at one of the tables when they saw them appear. Justin and Harper appeared to be fine, except for a few cuts and scratches. Alex had a towel in her hand with blood on it and a gash on her forehead. The Doctor was unharmed, but had a lot more of the Racnoss blood on him.

"What happened?" asked Jerry.

"The usual," answered the Doctor, "Aliens, certain death, monsters, certain death, my uncanny ability to talk my way out of deadly situations, certain death, being put back into deadly situations, certain death, a banana, certain death, someone arriving at the eleventh hour, no more certain death, everyone gets home and safe. Yeah, that's about it."

"A banana?" asked Jerry, confused.

"You too?" asked the Doctor.

"Dad's right," replied Alex, "You did throw a banana peel at the Racnoss Princess."

"Well yeah," said the Doctor, "You brother had perfect timing on that though."

"What do you mean?" asked Jerry.

"He killed the Racnoss Princess right after I threw a banana peel at her," said the Doctor, "And if you'll excuse me, I'm going to clean this Racnoss blood off me, _again._" The Doctor walked into his TARDIS and Alex went upstairs to get her wound cleaned up.

After about half an hour, the Doctor came out of the TARDIS in a new outfit. He looked around the room and said, "If any of you get spider guts, or anything's guts on me for that matter, it will be Hell on Earth!"

"Okay," Justin said nervously.

The Doctor's face lightened up, "I'm just kidding, but really, I don't anything's guts on me. Twice in one day is more than enough."

The Doctor walked up to and sat at his normal barstool. He started drawing another picture. It was a picture of a person and several machines surrounding it.

"What's that one?" asked Theresa as she walked up to the Doctor.

"My back-up plan," said the Doctor.

"For what," said Theresa.

"So I don't break someone's heart when I change," said the Doctor.

"Change?" asked Theresa, "How do you mean?"

"Regeneration. I can sense it coming. It's just a faint feeling, but it's coming. I don't know how far away it is, but I will change," said the Doctor.

"How do you know that's coming. How can you sense it?" asked Theresa.

"I've regenerated 13 times in my life, I've learned what it feels like when it's coming. And believe me it's coming."


End file.
